Canaccord Genuity Growth Corp (CGGC), a Canadian special purpose acquisition corporation (SPAC), has filed a preliminary prospectus with regulatory authorities outside of Québec for an initial public offering.
The IPO is for Class A restricted voting units of CGGC at a price of $3 per unit. The number of units on offer was not released.
CGGC, managed by an affiliate of Canaccord Genuity Group Inc, is expected to target an operating business valued at $50 million to $250 million, however, this may change with the offering size.
Last year, Canaccord Genuity Acquisition Corp raised $30 million from its IPO. Earlier in 2018, the SPAC agreed to merge with Spark Power Corp, an Oakville, Ontario-based electrical power services and solutions company.
Canaccord Genuity Growth Corp. Files Preliminary Prospectus for Special Purpose Acquisition Company Initial Public Offering
TORONTO, Aug. 15, 2018 /CNW/ – Canaccord Genuity Growth Corp. (“CGGC”) has filed a preliminary prospectus for an initial public offering (the “Offering”) as a newly-organized special purpose acquisition corporation (“SPAC”) formed for the purpose of effecting an acquisition of one or more businesses within a specified period of time.
CGGC intends to focus our search for however, we are not limited to a particular industry or geographic region for purposes of completing our qualifying transaction. The acquisition target is expected to be an operating business with an enterprise value between $50 million and $250 million, however this may change based on the size of the Offering.
The preliminary prospectus has been filed with the securities regulatory authorities in each of the provinces and territories of Canada other than Quebec. The Offering is for Class A restricted voting units of CGGC (the “Class A Restricted Voting Units”) at an offering price of $3.00 per Class A Restricted Voting Unit, the aggregate proceeds of which will be placed in escrow pending completion of a qualifying transaction by CGGC and will only be released upon certain prescribed conditions. Each Class A Restricted Voting Unit is comprised of a Class A Restricted Voting Share and a share purchase warrant (a “Warrant”). Each Warrant will entitle the holder to purchase one common share of CGGC for a purchase price of $3.45, commencing 65 days after the completion of our qualifying transaction and will expire on the day that is five years after the closing date of our qualifying transaction or earlier.
The Offering is being distributed by a syndicate of underwriters led by Canaccord Genuity Corp. and Cormark Securities Inc., as independent underwriter (the “Underwriters”). The Class A Restricted Voting Units will trade as units prior to the closing of our qualifying transaction.
CGGC has granted the Underwriters an over-allotment option (the “Over-Allotment Option”) to purchase up to an additional 15% of the Class A Restricted Voting Units issued on the closing of the Offering on the same terms and conditions, exercisable in whole or in part by the Underwriters up to 30 days following closing of the Offering.
Prior to the qualifying transaction, the Class A Restricted Voting Units will trade as a unit and may only be redeemed as a unit upon certain events. Class A Restricted Voting Units will be redeemable for a pro‐rata portion of the amount then held in the escrow account, net of taxes payable and other prescribed amounts. Each Class A Restricted Voting Unit will separate following the closing of the qualifying transaction into one common share of CGGC and one Warrant.
The sponsor of CGGC is CG Investments Inc. (“CGII”), a wholly-owned subsidiary of Canaccord Genuity Group Inc. and an affiliate of Canaccord Genuity Corp. (“Canaccord Genuity”) CGII intends to purchase Class B units of CGGC (“Class B Units”) at an offering price of $3.00 per unit for aggregate proceeds equal to the greater of 4% of the gross proceeds of the Offering and $2,500,000 of the Offering, concurrently with the closing of the Offering. CGII intends to purchase additional Class B Units on a pro-rata basis, depending on whether the Over-Allotment Option is exercised in whole or in part. Each Class B Unit will consist of one Class B share (a “Class B Share”) and one Warrant.
The CGGC Founders, management team, and board of directors include:
Michael Shuh –Chief Executive Officer and Chairman of CGGC
Managing Director in Canaccord Genuity investment banking group;
James Merkur – Lead Director of CGGC
CEO of Logan Peak Capital Inc. and President of Intercap, Inc.;
Kent Farrell – Director of CGGC
Managing Partner at Trimaven Capital Advisors; and
Neil Maruoka – Director of CGGC
Director at Motoi Capital Advisory and Former Lead Healthcare Research Analyst at Canaccord Genuity.
Blake, Cassels & Graydon LLP is acting as legal counsel to CGGC and CGII. Stikeman Elliott LLP is acting as legal counsel to the Underwriters.
A preliminary prospectus containing important information relating to these securities has been filed with securities commissions or similar authorities in each of the provinces and territories of Canada other than Quebec. The preliminary prospectus is still subject to completion or amendment. Copies of the preliminary prospectus may be obtained from any of the underwriters listed above. There will not be any sale or any acceptance of an offer to buy the securities until a receipt for the final prospectus has been issued.
The preliminary prospectus has not yet become final for the purpose of a distribution of securities to the public. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale or acceptance of an offer to buy these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the time a receipt for the final prospectus or other authorization is obtained from the securities commission or similar authority in such jurisdiction. This press release is not an offer of securities for sale in the United States, and the securities may not be offered or sold in the United States absent registration or an exemption from registration. The securities have not been and will not be registered under the United States Securities Act of 1933. Copies of the preliminary prospectus will be available on SEDAR at www.sedar.com.
Completion of the Offering is subject to the receipt of customary approvals, including regulatory approvals.
About Canaccord Genuity Growth Corp.
Canaccord Genuity Growth Corp. is a newly organized special purpose acquisition corporation incorporated under the laws of the Province of Ontario for the purpose of effecting a qualifying transaction within a specified period of time.
About CG Investments Inc.
CG Investments Inc. is the sponsor of CGGC. CG Investments Inc. is a wholly-owned subsidiary of Canaccord Genuity Group Inc., a leading independent, full-service financial services firm, with operations in two principal segments of the securities industry: capital markets and wealth management.
For further information: Canaccord Genuity Growth Corp., Michael Shuh, Chairman and Chief Executive Officer, (416) 869-7376